Fun and Games
by NocturnalOdyssey
Summary: Max Caulfield is terrified of roller coasters. Her best friend, Chloe, is just the motivation she needs... even if she is quite the bad influence. (Pricefield fluff one-shot)


**Author's Note: ****Never posted this one from Ao3 to until now. Silly me. Enjoy! Max and Chloe deserve each other. Love them always.**

* * *

It was somewhat of a dull evening.

Chloe Price lay in bed and tapped the ashes of her cigarette into the tray on her chest and exhaled the smoke from her nose, much like that of a dragon.

Her friend, Max Caulfield, had made herself a home half way down the bed; her head resting on Chloe's thighs, as they both stare a hole through the ceiling.

They were both bored.

_Very bored_.

Max's mind was running a hundred, trying to think of something the two could do. "We could play Monopoly?"

"Nah. Too long and boring."

"Uno?"

"Fuck Uno. You always get every Draw 4."

"Find a movie?"

"That'll just put me to sleep?"

_Ugh, there was just no arguing with her. _

"Turning every suggestion down isn't exactly fair to me."

"Fair? Fair... THAT'S IT!"

Max was puzzled.

"The fair is in town! You know what's crazy, is that I don't think I have ever once gone with you."

_And there's good reason for that. _

Chloe stubbed the lit end of the cigarette out on her bedside table. Her legs were removed from under Max's head, much to the brunette's discomfort.

_There goes Cozy Chloe disturbing my rest again. _

Chloe nearly cartwheeled to her dresser and opened every drawer trying to find the perfect hoodie on this ultra breezy autumn evening. She tossed Max a folded up pink one. "I'm not wearing that. Your size anyway."

"You used to love pink? What happened?" Max unfolded the clothing and inspected it, sticking her finger through a burned hole. No doubt caused from accidently dropping cigarettes.

"Then I fell in love with black." Chloe leaped over the heaps of clothes scattered on her floor and opted to check her closet. Her eyes widened as she reached for what she was looking for. A black leather biker jacket complete with a skull and bones pirate patch that she herself had sewn in haste. "Never get a chance to use this badass. What do ya think Max? Should I take her for a spin?" Chloe put her arms through the jacket and popped her collar up.

Max was nearly floored by how, erm, super _cute_ Chloe looked in leather. She summoned up her best Chloe Price impression, accuracy be damned. "Hella amazeballs."

Chloe scowled at the terrible impression but started to laugh at the tease. "Well, A for effort I guess." She reached for her keys and made sure to to button up her opened pants.

"Let's ride, hippie."

* * *

As they arrived and entered the main gates, the sound of clanking chains, and the pinging of games echoed through the fairgrounds. Bright flashing lights lit up the sky and the smell, oh god that amazing smell of popcorn and french fries was orgasmic to the duo's senses.

All of it was sensory overload.

"Wanna hop on the Magic Bullet?" Chloe showed Max the rotating capsule. Max could feel her gut churn.

"Maybe later. I'm content whooping your ass at some of these games first."

"Ohhh look at Max talking shit. That's the cutest fucking thing ever." Chloe took Max's freckled cheeks and squeezed it between her fingertips. "You are so on. Hope you're ready to lose."

If there was anyone with a competitive spirit, it was Chloe. She always oozed confidence Max only wished she had. It was something she greatly admired.

After a few minutes of strolling and browsing all the set ups, a carnival barker had coerced them to try out his game; their first one of the night: Whack-a-mole.

Chloe and Max each took the rubberized bats from the man as little electronic gophers started popping out of the holes in the machines. Chloe and Max began smacking at them as quickly as possible.

"Looks like we have a winner!" The barker shouted and pointed at Chloe with his cane.

"Un... fucking... defeated." Chloe raised her fist in victory.

"I let you win that one."

"Okay, you get to pick next game. And it _better_ be something you're good at!" taunted Chloe.

They moved on. After walking a few steps, Max stopped Chloe and showed her the Balloon Darts booth. Darts were definitely Max's favorite. She would definitely, most certainly have an advantage over Chloe this time. _Right?_

The game was about to begin. Chloe took the darts and went into a dueling stance beside Max. Max held her's between her fingers as if they were ninja shuriken.

"You-a ready pardnah?!" Chloe said in her best cowboy accent."

"A ninja always prepared." Max deepens her voice with a Japanese cadence.

"Draw!"

The pair threw the darts in rapid succession, some missing their targets, some popping balloons on their respective sides. When they ran out, they counted what all they could pop.

"I got 4." Max recounted to be sure.

"I got 6! Get fucking wrecked." Chloe made sure to rub it in Max's face.

_Ugh, Chloe always wins. _

They continued their stroll of the fair, only to stop at what Chloe referred to as the "Test Your Might" machine.

_Guess who's the one that played the most Mortal Kombat? Hint. Not me. _

Chloe rolled up the sleeves on her jacket in preparation as Max clumsily lifted the heavy mallet, almost losing her grip. She summoned all the strength she had, and fell backwards on her ass once she made impact.

The indicator only made it a quarter way up.

"My power... is MAXimum." Max snorted at her dumb joke as she pulled herself up off the ground. Chloe facepalmed and shook her head.

"Move along string bean. I'm about to fuck this thing up hardcore."

Chloe took the giant mallet and slung it across her shoulders while sizing up the high striker machine. "The tip, is to let gravity take control." With a swift overhead swing, the indicator very nearly hit the bell at the top.

_Holy shit! How is Chloe so strong?_

"Well shit. Close enough I guess." Chloe tossed the hammer in the sky only to catch it coming back down. "Wanna try again Max?"

"Yeah no thanks. I prefer my shoulders to stay in their sockets."

They shared laughter and skipped to the next booth. Ring toss. Max abstained from playing, as she would rather watch. Chloe leaned over to see the prizes. "Hey Max check it out! That's our guy!"

It was a Hawt Dawg Man stuffed doll. _And Chloe clearly wanted it. _She eyed it like a hawk as she gave tickets to the barker overseeing the game. She was given 4 rings and Chloe stretched and swung her arms back and forth in preparation.

Chloe took deep breaths and threw her rings with true grace and pinpoint accuracy. One, two, three.

_Four?! _

"How are you so good at this?!" Max was in awe. Chloe felt good about impressing everyone around her, but most especially Max Caulfield.

"What do you think I do with my beer bottles laying around in my room?"

_Did she train her life for this moment? _

Chloe accepted her grand prize Hawt Dawg Man and offered it to Max. "Take good care of him, I'm going to try again and get us some more cute shit."

"_You are_ cute shit." Max covered her mouth, she was hoping the Chloe wouldn't have heard her thinking out loud. But Chloe was already back at it again.

Throughout their time together so far, Chloe was constantly winning games and adding another stuffed animal to Max's arms.

"How many is enough?" Max almost pleaded for Chloe for mercy.

"Till I get you every animal in this fucker. This one is cute, you want this one?" Chloe pointed at the Charmander holding a flaming heart.

"Man, I really don't know if I can carry all of this."

Chloe resumed her game. "I'll get you a bag after I get this win."

Max sighed but couldn't help but appreciate her friend's efforts to please her.

_My name is Max Caulfield. Personal plushie dumpster. _

The game's lights lit up. Chloe had won. _Again_. Max was not surprised. "CHARMANDER, I CHOOSE YOU!"

The carnival barker handed over her newly won prize. Chloe inspected her trophy with pride and added it to Max's already full arms. "Isn't it fucking adorable?"

Max could feel some of the stuffed animals slipping from her grasp. "Dude this is _really _ridiculous." Max laughed.

Torturing Max was too funny. "Maximillion not satisfied? Could always add more." Chloe laid into Max with a rhetorical question.

"Don't you _fucking _dare."

"You think I don't have the balls?"

"From the way you beat the shit out of that high striker machine, it wouldn't surprise me if you did in fact, have balls."

"Oh you didn't know? I'm packing _serious_ heat. Maybe we can do some show and tell when we get home." Chloe winked and watched Max's face light up red. _Fucking got her_. _Again_. This victory over Max was more satiable than any carny game.

"You're impossible." Max rolled her eyes. With one step forward, her newly won Charmander plush fell to the ground.

_Well shit. _

Chloe bent over to pick it up but a small child swooped in and grabbed it. This angered Chloe. "Hey! You little shit. Give it back!" Chloe tried to block him with her foot.

"Finders keepers!" The boy shot off in the other direction leaving Max stunned and Chloe absolutely livid. "That son of a bitch took our Charmander."

Max cleared her throat to make a point. "_My _Charmander."

The blue haired punk was seeing red, "Okay. I'll be back with _your _Charmander. I'm gonna go kick his ass."

"Chloe!" Its no big deal! Look how much other shit I have! Let him have it!"

"Kid. Is. _Fucking_. Dead." Chloe's taste for vengeance wasn't going to be denied. She took off after him, leaving Max unable to pursue quick enough, unless she wanted to drop everything else too.

_What am I gonna do with Chloe Price?_

The number one priority at the top of her list was to ask for a very big bag. Max would have to catch up to her later.

Chloe had caught up with the tiny thief but he immediately ran behind the legs of his mom. "Mommy this bully is trying to take my toy."

The mom peered at the blue haired wonder. "Why are you chasing my son?"

"Your brat right there _stole _my Charmander that my friend dropped."

The mom wasn't having the backtalk from the punk youth. "Watch your tongue, lady."

"Watch your kid! Fucking Oliver Twist here is trying to suck up to you, isn't it obvious? I know you think its your kid and to you, he shits out rainbows and coughs unicorn dust, but he's lying and I would _really_ like that doll back."

Max finally caught up to Chloe and cringed once she saw her being stand-offish with the mother of the child. An attempt to calm her was needed.

"Chloe, its fineee!"

"So stealing is okay now?"

"Like you've never stole anything yourself." Max got her tongue tied.

Chloe stuttered "Li-like wh- when have I ever—".

"David's keys, my boy band cards, Frank's stash, a gun, a—"

"Alright _alright!" _Chloe hated herself for bringing that up. She huffed over to Max and whispered in her ear.

"Okay Max, here's the game plan. You play nice with Karen here, and I'll come around back while the kid isn't looking."

"Are you _serious_ right now?"

Chloe nodded. "Stick with the plan."

"I— okay, sure, fine." Max decided to go along with it.

Chloe put on her best act for the mom. It was a wonder she didn't see right through the bullshit. "Oh you win, Max, I'm gonna go have a seat right over there. I sure am tired from chasing that kid!" Chloe tiptoed behind the family.

Max had to think of what to say. "Again, sorry about my friend. She uh, has... autism."

_Oops, wrong diagnosis_.

Chloe overheard the comment and flicked Max off. Max noticed the gesture over the woman's shoulder and shook it off. "I mean, anger management issues." She awkwardly corrected herself.

_Don't choke Max. Don't choke. _

"I understand. Just keep her on a leash next time."

Chloe overheard that, too. "HEY WHY DON'T _YOU_ KEEP YOUR GREMLIN ON A LEASH, BITCH!"

Max put her finger to her lips as a sign to keep Chloe quiet. Thankfully the woman didn't hear her amongst the chatter of the crowd around them.

_Now's my chance. _

Max knelt down to give the kid a fist bump to distract him too. He did not reciprocate.

_Shit._

Chloe noticed Max struggling to keep their attention. She motioned her hands for Max to take the hint she needs to go. Max understood and began to shuffle away.

"Fuck this." Chloe muttered under her breath and sprinted for the Charmander. She quickly yanked it out of his grasp and ran past the mom.

"Peace out, douchebags!" Chloe yelled as she ran out of Max's sight.

_This action will have consequences. _

A notification sound from the phone in Max's pocket piqued her curiosity. It was Chloe, telling Max where she was hid. Behind a fortune telling machine much akin like the one in the film "Big".

As Max approached her, Chloe noticed the lack of stuffed animals she had worked hard for. "Yo! Where's the rest Max? Did you get jumped by an entire army of kids for them or something? Because if so, me and you are going to fucking WAR." She held the Charmander doll close to her chest for protection.

"Don't worry, I asked one of the ticket masters up front to keep them until we were ready to go." Max defended herself. "That was some insane shit you pulled back there."

Chloe scoffed. "Dude, it worked out didn't it? Now that THAT'S out of the way..."

Chloe pointed above her and Max's eyes followed. The coaster above them went through several loops and started to go upside down. The screams from those aboard made Max wince.

"So all we've done so far is play games. We should hit some of these sweet rides."

_Yeah, fuck that. _

Noticing her lack of enthusiasm, and strange body language, Chloe realized something was off.

"Hold on." Chloe squinted her eyes and looked up at the ride above her and stared back at Max, putting two and two together. "You're afraid of roller coasters aren't you?!"

"No. I mean, yeah." Max kicked the dirt under her feet. She didn't expect Chloe to catch on that quickly.

"Wow Max. That... no, you are fucking adorable. I'm your best friend and I don't even know that? Fuck... no wonder why it seemed like you were stalling." Chloe chuckled.

"Welp, I've been found out. Sorry Chloe."

The older teen understood. "Don't be so apologetic. If you don't feeling like going on the ride with me me, it is totally cool. I'll be right back."

Max felt like she had let Chloe down. A part of her wanted to impress her. Another part wanted to know if she could do it.

"Wait, Chloe?" Chloe turned around to Max.

"Change your mind already?"

"Yes but I'm fucking terrified. I sound super lame and I should suck it up, I know."

"You don't have to impress me Max. You're the coolest person on the planet. At least to me."

Max appreciated the compliment. "If I faint, don't be surprised."

Chloe giggled. "Duly noted. Let's do dis."

* * *

The girls stood in line, slowly but surely moving up the queue. With each batch of people being taken in for the ride, Max was visibly shaken. When it was their turn at the front of the line, she could already feel nauseous from anxiety. Chloe rubbed her shoulders and pushed her along, both of them taking a seat in the front cart.

It wasn't so bad at first. The coaster began slow and smooth but Max knew the worst was yet to come. She surveyed the rest of the track and noticed a gargantuan drop down. Chloe held her close as they began their slow ascent to the sky.

_Shit, this is fucking it. Goodbye world. _

As they reached the summit, Chloe and the rest of the riders put their hands up to the sky.

"Hold your arms up!" Chloe shouted over the rest of the excited people in the coaster. When she saw Max clam up leading to the drop, she gripped Max's hand over her head. Immediately, Max felt her stomach turning as the weightlessness of her body started crash back down to earth. She closed her eyes tight and held her head down, bracing for impact. Her heart began thumping out of her chest so hard that Chloe could feel the brunette's heartbeat through her fingertips.

The ride started to slow after going through a few winding loops, and the biggest relief in the world draped over her shoulders. Chloe placed her hand on Max's leg to let her know it was all over. Max opened her eyes and exhaled a large breath she had held for that entire ride, conserving as if she had been underwater.

"Was that fun or what?" Chloe helped Max out of the ride after they were freed from their buckles.

"...I'm gonna throw up."

Max stepped out and almost collapsed. Her legs, once sturdy, felt like noodles. The muscles seem to jiggle like jello after every step.

"That bad huh?"

Chloe turned her back towards Max. "Hop on!" She gestured her back with her thumb.

"Ch—Chloe what—"

"Piggyback!"

Chloe picked Max up off the ground and reached for her legs to pull them between her armpits.

There was no fight in Max. She wrapped her arms around the back of Chloe's neck and pressed her chin on Chloe's shoulder. A funny thought crossed her mind that she looked like a parrot perched on the shoulder of a treasure seeking pirate.

"You're not afraid of me throwing up all over you?" Max said in jest.

"Not a chance." Chloe rubbed her cheek on Max's freckled cheek in reassurance as she set out through the sea of people, many of them eyeing them like they were crazy. But Chloe didn't care. And now, neither did Max. There was something about Chloe that always made Max feel extremely safe and secure.

Chloe walked her friend over to a nearby bench and lowered her with diligence. "Hold tight, SuperMax, I'm going to get us some cotton candy. Need anything else?" She asked with genuine concern. Max shook her head, still trying to shake off the daze from the roller coaster.

_As scary as that was, I'm really glad I got to do it. _

Three minutes later, Chloe came back and handed Max a cone of cotton candy and took a seat next to her on the bench, taking in the atmosphere.

Picking a chunk of her treat and placing it in her mouth, Chloe initiated conversation.

"So, what exactly made you afraid of roller coasters anyway?"

"Its really dumb. I nearly fell out of one."

Chloe's eyes widened, "Wait. Cereal?"

"Cereal."

"Tell me more." A curious Chloe took another bite.

Max took a bite of her dessert and reminisced. "I don't know, I just remember the safety bar not being able to hold me and my dad having to hold me in place. I could feel my body just slipping out."

Chloe "Damn Max. Shit. Sorry. I had no idea. That sounds really scary. Guess that's our excitement for the day. Want to do anything else before I take you home? It's getting pretty dark." Chloe licked her sticky fingers.

"I suppose we can ride the ferris wheel. That's one ride I'm for sure _not_ scared of."

Chloe glanced at the line of the ferris wheel. It was nearly empty. "Fly you fool! We got to get in line before everyone else."

After their rest, Max could finally stand on her own two feet and they sprinted like they were kids again, off to their next adventure. The ticket master took their admission and they happily jumped in. They felt the chill air blow in their hair as they were being carefully lifted into the sky. The striking view of Arcadia Bay's lights in the distance wowed Chloe and Max.

Breaking their immersion, there was a loud crack and a thud.

Max and Chloe felt a sudden jerk. They looked down to see what the problem was, and the operator frantically started pressing buttons and pulling levers to no avail. They were stuck.

Chloe yelled down to the operator below. "What the fuck is going on?"

"Minor malfunction. It'll be resolved shortly!"

_And this is why I don't fuck with roller coasters. _

Noticing Max's anxiety again, Chloe held her hand. Max gripped her best friend's warm, pale fingers between hers. "You doing alright Max?" Chloe's diamond blue eyes met her's.

Max apologized profusely. _Again. _

"I think if anyone's sorry, it is these whack ass rides and the dumbasses not keeping up with maintenance."

"You know, now that I think about it, this isn't a bad way to go." Max seemed less tense and took the time to take in the scenery.

"I _love _your optimism Max." Chloe sarcastically remarked as she put her arm around her childhood friend. "But, shit is gonna be fine."

"I know it will. Because I'm with _you_."

Chloe was taken aback by the mushy comment.

"I know it sounds really stupid and sappy, but you're kind of like my security blanket. With you around, I'm not Max the chickenshit geek. I'm Max Caulfield, fearless pirate of Arcadia Bay. I face my fears every time I'm with you. Whether its going into your creepy ass attic, breaking into the Otter's Lair, getting in all the trouble you cook up, or come face to face with people bullying me, I always feel invincible when I'm with you. Its hard to describe."

Chloe gasped at the sincerity in her voice and the choice of words, but cracked a loving smile. "You are so fucking cute, Max."

"I know." Max wryly replied.

Chloe rested her head on Max's shoulder, both staring out in the distance.

"I always thought this shitty town did look beautiful at night time." Chloe couldn't help but point out.

Max nodded in agreement. "You're telling me."

"You know, if today was our last day on Earth together, if hypothetically, this Ferris wheel does, in fact, shit out on us and we fall to our deaths, it wouldn't change the fact that today was absolutely perfect." If it was one thing Max and Chloe shared more than anything, it was their dark sense of humor.

"Except for you beating me in everything."

"Hey don't hate the player, hate the game, Maxine." Chloe pulled her head up. The two broke down in laughter.

When their gaze met, the laughing stopped.

Max slowly leaned her head in and kissed Chloe. "Max. Never Maxine." Max smirked, knowing for once, she's the one to catch Chloe off guard. It was a small victory for her.

"Wow Max, looks like you finally beat me at something today. I was totally going to kiss you first." Chloe brushed Max's hair away behind her ear. "But you're still doing it all wrong."

Chloe caressed the back of Max's neck and pulled her into a kiss of her own, harder, with urgency and incredible passion. Max knotted her fists into Chloe's shirt, bracing herself. Max could feel Chloe's hot tongue gently sliding in her mouth. Max could taste the sweet, delicious cotton candy from Chloe's breath as their tongues twirled each other.

_Chloe is so good at this. _

Both of them were running out of oxygen, but that wasn't stopping them. Chloe stuck her hand under Max's shirt and softly caressed her small breasts. Max had never been kissed like this before, let alone touched this way. It intimidated her, but she went along with it, tugging Chloe's neck as they exchanged their sweetened saliva.

Their lips parted. Max ran her fingers across her own lips as if she couldn't believe that moment actually happened. Chloe nestled into Max's neck and closed her eyes.

"Look at us. Making out on a roller coaster when we might fucking die." Max had to snicker at their predicament.

"As far as I'm concerned, this thing can crash, we can be chased by a psycho with a flamethrower, an army of robot ninjas, and have to fight a motherfucking dragon, and I'd still walk through it all to kiss you like _that _again." Chloe gazed back up into those beautiful blue eyes.

"And I thought I was the dork."

"Dorks for motherfucking life."

After a few moments basking in the moonlight, the ride was finally being lowered; their exhausting day had finally winded down. They stopped by the vendor holding their prizes won by Chloe earlier in the day. As Chloe grabbed the bag of plushies, a thought had just occurred to her.

"FUUUUCCKKK!" Chloe screamed. "I must have dropped your Charmander when I gave you that piggy back ride!"

"They are about to shut down for the night so we can't go back and check. We went through all that trouble to try and get it back. What am I going to do with you?"

"Whatever you fucking like, _Maxine." _Chloe couldn't help but flirt. It was in her nature. She was secretly hoping saying her name like that would grant her another kiss.

"You're not going to get another one that easy." Max saw right through what she was trying to pull.

Chloe could still barely contain herself from the steamy make out session with her partner in time. "I think I'll change your mind on that. _Just you wait_ until we get home."


End file.
